Watching Over Charlie Prince
by Peppette
Summary: I always thought that Charlie Prince was an unsavory character, so when I got the chance to help reform him, I jumped at it.
1. Idle thoughts

Disclaimer: This is a new fic of mine that I got the idea for just last night. It might really be terrible, considering that I haven't put much thought at all into this, but hey -- that is what reviews are for! Anyway, I do not, under any circumstances own any of these characters other than the upstanding Lola Banks. Soooo...give this new bit of nonsense of mind a shot and tell me whatcha think! ;)

Sometimes when you watch a movie, you get the distinct impression that the "bad guy" isn't really the "bad guy" that he is made out to be, and that the REAL bad guy is actually clothed in the disguise that is the slightly bumbling sidekick. Such was my impression of Ben Wade and Charlie Prince when I had the chance to view a little film called 3:10 to Yuma.

Ben Wade, I thought to myself, was really a good man. Deep down inside, hidden underneath all of his bad guy layers, was a really nice guy who was only trying to look out for himself in the best way he knew how. He was an artist, and they are, by all accounts, sensitive souls.

But then there was the sidekick who was, perceptively, a big, ugly moron who was maybe a bit dim. Or maybe the dim part was just playacting, and he was really a very smart cookie that only chose to make his way in life by packing a gun and scaring other law-abiding citizens into simply giving him what he wanted instead of taking part in an honest days work. And I almost could have forgiven this, except he went and did the cardinal sin of movies. He SHOT and KILLED Christian Bale! The good guy -- the pure-hearted good guy of the entire film.

Well, I decided, as the color faded from the screen and the white-on-black credits began to roll, that just would not do. Charlie Prince, I thought, needed someone to help him. Someone to guide him to a better way of life. A guardian angel, so to speak. And then I decided that I would be the perfect someone to guide him to this new plateau of human understanding, if it indeed it could be reached by someone such as he.

"Charlie Prince," said I, staring at the blank movie screen, "you need someone like me. Someone that would be willing to help you through all of your troubles."

But really, when I was thinking through all of this, I never really expected any of it to actually happen. It was just a movie and some idle thoughts afterward. Nothing more, nothing less.

Me and my big mouth.

So as you can imagine, it was a little bit of a shock when I woke up in the dust-sodden deserts of Arizona after going to sleep in my own bed, curled up in my favorite pair of sweat pants and a ratty old t-shirt. I knew for a fact that I wasn't even in my home state anymore. Since when did Maryland have deserts?

"We are certainly not in Kansas anymore, Frodo." I muttered, feeling almost too calm by this change in scenery and location. After the initial shock wore off, it really wasn't so bad. "It can't take any stretch of the imagination to figure why I'm here." I said, climbing to my feet and gazing around me.

Just as I was beginning to wonder where I was supposed to go from here, a shaking a rumbling shook the ground. Seemingly from out of nowhere, a man clad in a robe of ecru linen stood before me.

I blinked. "Whoa."

"I," he began, spreading his hands dramatically, "am the Powers-That-Be."

My eyes grew wide. "You mean the one's that everyone is always talking about?"

He seemed to lose some of his starch at this comment. "One and the same." He mumbled.

Arching a brow I cocked my head and gazed at him skeptically. "How can you be the "powers" exactly if you are only one person?"

He rolled his eyes. "I am the manifestation of many, etc., etc."

"Right." I drawled. "I'm guessing that you have something to do with my being here?"

"You would assume correctly." He replied to me sagely.

"Uh-huh. So if I already knew that why are you here?" I shrugged. "I mean, it just seems kind of pointless and like a waste of your time."

"You are here on a mission, Lola Banks. You are here to be the guide and guardian of one Charlie Prince, a man who has lost his way." He laid a hand to his heart and stared heavenward.

"And your point is?" I leaned back on a patch of rather large and heavy looking dirt-colored boulders.

"You are his guardian." P. T. B. said again. "You are sent to turn him and make him good. If you do not succeed in this mission, you will not return from whence you came."

I blanched and choked on a mouthful of the dust that seemed to be perpetually blowing around this place. "Say what?"

"You will, for all intensive purposes, be dead."

"What?!"

"Well, you're technically already dead now..."

"WHAT?!"

"Er, dead." P. T. B. said regretfully. "You're a guardian, so Charlie Prince must be the only one to see you. If you were visible to everyone, it would only jeopardize your mission."

"But I'm dead? I didn't sign on for death. A fun little jaunt through time maybe, but certainly not death!" I felt like I was choking.

"Well, you're here now, and there's no going back." P. T. B. said firmly. "You must fulfill your promise to change Charlie Prince."

"Wait, wait, wait!" I held up a hand. "I never exactly promised to change Charlie, I just said that I maybe, might be able to help him along the path to righteousness."

P. T. B. leaned down to eye level with me. "Reform Charlie Prince! Or it is the end for you."

I flinched under the lash of these words as he disappeared in a blinding flash.

"Well." I said, perturbed. "You're screwed for sure now."


	2. Banks Lola Banks

Disclaimer: All I ask is that you R & R, please! We all know that I don't own Charlie Prince or Ben Wade, so is that really an issue? Wheeeeeeeeeeeeeee!! Enjoy, ya'll!

"Great! This is just great." I muttered under my breath, stalking through the desert, carefully avoiding anything that even resembled a spider or even worse, something that slithered. "You know, if you wanted me to take part in this "mission" here, you could have at least told me where I needed to go to find this guy." I grumbled as I continued to pick my way through sand and cactus. "Especially since he is apparently the only one that I am visible to."

"You couldn't have at least left me a bloody map!" I shouted, glaring up at the sky. Off in the distance, something that sounded akin to thunder seemed to rumble as if to answer me. "I'll take that as a no."

About that time a stagecoach came rolling down through the canyons, its horses running full speed ahead. I could see the jostling passengers inside. "Hey!" I yelled, jumping up and down and waving my arms. "Hey, wait for me!" Without a second thought I ran out in front of the coach and held out my hands. "STOP!!" The driver looked right through me and up at the road ahead.

"Nooooo!" I moaned, watching as the coach drove right through me and disappeared around the bend. "Crap! Now I am seriously displeased."

I stood there, watching the dust that was stirred by the churning hooves and wheels of the coach float daintily in the dry air. "Now what?" I asked quietly asked myself. "How am I supposed to find this guy before Dan Evans finds Ben Wade?"

I was about to stalk off through the desert once more when I stopped dead in my tracks at the sight of the biggest black horse I had ever seen. "Oh. My. Gosh." I breathed. I felt like it was breathing down my neck. "Nice horsey." I squeaked, reaching out a tentative hand towards the soft nose that seemed to be testing the wind. The horse spooked and jumped back, away from my touch.

"Whoa! Steady now. Calm down."

I slowly looked up at the sound of this voice and saw the face of Ben Wade. I could see him, but apparently, he didn't see me.

"Check those canyons up there. Make sure nobody's following us." Ben barked, reining in his high-spirited animal. "Something spooked him."

I watched as all the members of the gang, including one very blonde member wearing a ratty looking old leather coat, spread out around the surrounding area. It seemed that I had found the object of my quest after all. Now all I had to do was tame him.

I paused. And just how was I supposed to go about doing that? This was getting to be far more difficult than I had imagined it would be.

"Okay, Charlie." I whispered, blowing out a breath. My bangs fluttered across my forehead. "It's all or nothin'."

I snuck off through the first trail I saw that cut into the canyon wall and picked my way through the assorted variety of rocks and brush. A thorn bit into my leg and tore the skin. "Ouch!" I howled. "Being dead could at least afford me the luxury of not feeling pain." I hobbled through the craggy canyon and positioned myself behind a low bush-like piece of foliage just as I heard the clatter of hooves on rock. "Show time."

Just a few moments later, Charlie appeared. He looked grizzled and mean, filth clinging to him from the top of his head to the toes of his boots. His beard needed trimming, and his hair needed washing. Over all, he looked like he needed a full grooming. But what caught my attention the most were his eyes. They were hard and cold, like river rock, and the color of them was dark. A continuous blackness that blocked out the real shade.

I shivered. This was a hard man. This wasn't the slightly bumbling sidekick that I saw in the film, the sidekick that seemed like he might not have been coloring with a full box of Crayolas. This was an outlaw. And I had to reform him.

"It's my lucky day." I gulped. "What do I do now?"

Charlie pulled back on his reins and halted his horse. His eyes roamed the brush, searching for something. Anything.

I resisted the urge to shrink back under my bush. I had a job to do.

I began to crawl out of my hiding place and winced as a smattering of pebbles crackled and rolled under my feet. I teetered and fought for my balance, but failed. "YAAAAAAAAHHHHH!!" I cried just as I went rolling. I fell on my face and went skidding out from underneath my bush and right in front of Charlie's horse.

I rolled over and sprawled out on the ground, dazed. I blinked drowsily and attempted to make my eyes focus. The hot, hot, hot sun baked my skin. "Oh." I moaned.

Charlie Prince seemed to stare at the ground in such a way that I wondered if even he could see me. And then he spoke. "Where," he bellowed, "in tarnation did you come from?"

"That bush." I squeaked, pointing feebly. "And quite possibly another era. Or maybe the grave, I'm not really sure."

Charlie's horse bent down and snuffled my face. "Nice horsey." I cooed, patting his soft nose.

Charlie jumped out of the saddle and jerked me off the ground. I felt the world spin. "Whoo-wee! You wouldn't happen to have some water on you, would you?" I smiled at him stupidly.

"Who...what are you?"

"Mmmm...they call me Banks. Lola Banks." I did my best Bond impression as I wiggled my arm free and wobbled away from him. "I am an agent of the secret secter." I slurred, my words garbled. Time travel must have been getting to me. I turned on my heel and went back to him, standing on tip toe and putting my face next to his. "I'm invisible!" I threw back my head and cackled, and then went teetering off down the trail.

If I had succeeded in one thing with Charlie Prince, it was confusing him. He stared at me with an open expression of wonder and amazement. I was like nothing he had ever seen!

"C'mon, Charlie!" I stopped and looked over my shoulder at him. "We have a reform to get to! Yours!" I cackled again and set off down the path back towards Ben Wade and the rest of the gang.

Charlie leapt back into his saddle and spurred his horse after me. "Hey, there, you drunk little girl! Come back here."

"Catch me if you can!" I crowed, bobbing and weaving.

"Ben Wade is down there, girly! He won't take no mercy on you, no matter if you are drunk." Charlie warned.

"I'll tell you a secret," I said giddily, once Charlie reached me. I tugged at his sleeve and pulled him down to my level. "He can't see me!"

"You're coming with me, little girl." Charlie commanded, wrapping his arms around my waist and hulling me up like a sack of potatoes.

"What's it to you, Charlie?" I giggled. "I'm already dead, anyway, it won't matter if Ben Wade sees me. Which he won't."

"I found you. You're coming with me!" Charlie's voice held a touch of finality.

The horse walked on, picking its way back down the trail and avoiding all of the rocks and rabbit holes and the other various pitfalls that were in the way.

"All these nooks and crannies!" I exclaimed. "It's like we're in the proverbial English muffin!" My head lolled back on Charlie's chest and I grinned at him.

"What exactly did you drink?"

"Let me think." I said conversationally, tapping my chin. "I think that the last thing I had was chocolate milk. Or maybe it was that Mountain Dew I had at the movie theater." I shrugged. "It was so long ago that I really can't be sure."

"Whatever it was, it got you loaded." Charlie remarked.

"No, no, no. It was the time travel that messed me up. Or maybe the invisibility factor. Or maybe both. But chocolate milk would only give me strong bones and teeth, and this is certainly not the caffeine rush that I get from Mountain Dew." I shook my head.

"I'm tired of riding." I commented a moment later. "I want to walk now."

"No, you are staying up here with me!"

"Am not." I retorted.

"I'll shoot you if you even think about runnin'."

"Already de-ead." I reminded him in a singsong voice. I twisted his fingers off of my arm and threw both of my legs over the side of his horse. "Tally ho!" I called, leaping off and landing on my feet with a surprising show of agility for one so loopy.

I took running as I weaved my way around all the large stacks of boulders that blocked my path.

"LITTLE GIRL!!" Charlie roared.

I heard the sound of Charlie's horse picking up speed and cantering after me, and then heard the zing of bullets bouncing and ricocheting off the walls of the canyon. "The name is Lola, Charlie!" I yelled, running as fast as I could down the final incline that poured out into the trail.

I'm sure that Ben Wade got the surprise of his life after I shot past him and he saw his right hand man come barreling out, shooting at nothing.


	3. He just doesn't get it!

Disclaimer: I do not own 3:10 to Yuma or any other character related to it. I just own Lola Banks, a Beagle, and a lovely pair of Dock Martins. So there! R & R please!! :D

I leaned against Ben's horse, panting from my jog just as Charlie came into view.

"COME BACK HERE, LITTLE GIRL!!" He roared, firing off another round above his head. He stopped dead, reining in his horse, when he saw me looking calm and collected next to his boss while Ben glared at him.

"Have you lost your mind, Prince?" Ben asked in a spine chilling tone. "What in God's name would persuade you to go running around the mountains, shooting for no damn good reason? You want the law to come down on us, boy!"

I wilted and slinked farther back behind the horse, in spite of the fact that I knew Ben couldn't see me. I didn't want to take any chances with one who seemed so cross.

"I'm shooting at that girl! She's crazy, boss." Charlie explained, waving his gun in my direction.

Ben's face took on an expression of unbelievable impatience. "What girl, Prince? There's nobody here except you, me, and the rest of the boys!"

Charlie's face colored. "That one right there!" He fidgeted in his saddle.

"How many times do I have to tell you this, Prince?" I piped up, peeking out from behind the tail of Ben's mount. "Heeeee. Caaaaan't. Seeeeeee. Meeeeee." I spoke slowly so as not to confuse him.

"You're lying!" Charlie spat. I couldn't discern whether he was speaking to me or if he had the gall to actually accuse his boss of rendering a falsehood. I figured that had to be, like, blasphemy to the Code of the Outlaws or something.

"Actually, I'm standing up." I began, imperiously holding my index finger in the air, "and secondly, what else to do I have to do prove this to you?" I asked, cocking my hip and placing my hand on it.

"JUST GO AWAY!!" Charlie roared.

"That wouldn't be of much help to me in my present situation, though, Charlie. Quite frankly, I reform you or I die. Or maybe I stay dead...but either way, I'm not leaving your side until you start fighting for the good guys." I smiled placidly, lacing my fingers together and holding my hands primly in front of me.

"Then you might as well blow your bloody brains out now, little girly, b'cause I don't turn good for no one. Not even a saint such as yourself." Charlie sneered.

I couldn't help it. I flinched under the sting of such of cruel, hard words. A resolve just as hard firmed inside of me at that same moment. "Oh, yes, you will Charlie Prince. Mark my words, by the time Ben Wade is on the 3:10 to Yuma, you will be sitting in the front row of the church building singing hymns with the rest of the saints."

Charlie looked as though he were about to reply when Ben cut into our little convo. "Charlie! Who in the hell are you talking to?" He snatched his pistol from its holster and ticked back the hammer. I shuddered at the ominous click that it made. It sounded deadly. "Either you end this little charade of yours right now, or I will end it for you."

I shifted uneasily. What would happen to me if something outside of the movie happened to end Charlie before I could reform him?

Charlie flexed his jaw and cast me a scathing glare that clearly stated this was not over before he nodded his acquiescence. "Right."

"Then let's go." Ben replied darkly, spurring his horse.

The rest of the gang rode about behind him with Charlie picking up the tail of the pack. His horse had just started to move out when I called to him. "Oh, Charlie, you do realize that you have to take me with you?"

I could see his shoulders stiffen from where I stood. He turned around to look at me, his blackened eyes shooting daggers at me. Rather than risk Ben's displeasure yet again, he nodded stiffly and waited for me to catch up to him. I looped my arm through his that he had offered me somewhat inhospitably and swung my self aboard the back of his mount. My backside had just barely touched the saddle when his horse bounced out into an uneven lope. My teeth clacked together and I felt like my brains were being jarred out of my head with each jolt the animal made. When Charlie dug his spurs into the horses sides and the horse made a sudden leap forward I lurched forward too, and my chin cracked down into Charlie's back. "Ooooowwwwwiiiieeee!" I whined.

I caught sight of Charlie's Cheshire cat smile when he glanced over his shoulder at me while I rubbed my jaw remorsefully.

"You did that on purpose." I pouted.

The man had the nerve to just sit there and laugh.

"Donkey butt." I mumbled under my breath.

"That doesn't resemble the language of a saint, little girly." Charlie said with a dig. "That sounds more like what I would hear coming out of the mouths of one of them women of profession that I visit so often."

"I have a name, you know. I even told it to you." I said, choosing to ignore his last comment. I had my faults but whoring wasn't one of them.

"You have a name?" Charlie asked, his tone a mixture of mockery, awe and wonder. "So do I. Wow, don't we have a lot in common." Charlie replied, his voice dripping with sarcasm.

"It's no wonder you ended up an outlaw. You're mean." I observed.

I heard what I thought was a snort coming from in front of me.

"But I bet you weren't always mean." I added. "You were probably a nice little kid until you lost your mama. I bet you loved your mama, too."

"Shut-up, girl." Charlie growled. "You don't know nothing about Charlie Prince, and you never will."

"Communication is key in a situation like this, Charlie." I remarked, doing my best impression of Dr. Phil. "If you refuse to communicate with me, or with anyone for that matter, we'll never get anywhere with this reformation." I poked my head around his shoulder to get a better look at him. "You need to get real!"

"Even better, seeing as how I don't want to get anywhere with it."

"Yes, you do." I said quietly. "You're just afraid of what will happen if you do."

He chose not to reply to this and for a long time we rode forward in silence. Charlie had slowed his horse to a lazy plod once we caught up to the rest of the guys. I felt my eyes grow heavy as we continued along under the warm sun that was making good progress in baking the top of my head. I figured that pretty soon my brain would be fried and it wouldn't matter if I reformed Charlie or not. I laid my head against Charlie's back and closed my eyes. The rocking motion of the horse lulled me into a happy place of security, and for a little while I was able to fall asleep and forget all about where I was and what kind of hairy situation I was in.

Then I woke up.

I woke with a jolt and shriek just as Charlie's horse had bolted into a full on gallop and we were charging through the desert in pursuit of what I could only guess would be their next pay day. I wrapped my arms around Charlie's middle and held on tight, staring at the back of his head and avoiding the sight of the churning hooves that bit into the chalky floor of the desert as we sped over top of it. My stomach rolled and I had the uncanny sensation that once we stopped moving, I was going to be very, very sick. This was nothing like the carousel at the carnival.

Ahead of us, I saw Ben make a quick motion with his hand. He pointed to the trail that cut through the canyon rising into the sky off to the right of us. Before my stomach had the chance to even summon up a good heave, Charlie jerked the reins and his horse cut to the right and we charged up the side of the canyon, crashing through any debris that was rude enough to grow in our path.

I gulped and looked down. My equilibrium failed me and I felt myself begin to teeter in the saddle. So what if I was already, possibly, most likely dead? I didn't want to take the chance that I wasn't. I scrambled to tighten my hold on Charlie's coat as half of me began to dip sideways and a cactus whipped by me at a most uncomfortable proximity to my head. I was slipping; I was going to fall. I was at peace with us just as I was rolling out of the saddle when Charlie's hand suddenly snaked out and grabbed my arm. With one hand still controlling the break neck speed of his horse, he used the other to haul back up rather unceremoniously.

"Hold on!" He shouted over his shoulder, managing to still sound peeved.

"I was!" I shot back defensively.

With my heart hammering furtively in my chest, slamming against my rib cage like a gong, I fought hard to catch my breath. It seemed to have escaped me while I was slipping. And then I realized just what the problem was. I was having an asthma attack.

Oh, God! Oh, God! Oh, God! I thought, alarmed at my lack of inhaler.

I pounded Charlie on the back, coughing and hacking while my throat was closing up. "You have to stop!" I wheezed. "I...can't...breathe." I could barely speak, the last words coming out hardly above a whisper. I pointed at my throat when Charlie looked back me, perturbed by yet another interruption from me.

Something about the expression of my face must have alarmed him. With a savage yank back on the reins, his horse stopped short.

"Air! Air!" I said pleadingly, feeling light headed.

Was it just my imagination or did he look scared??

"Water? You have water?" I coughed. "N-need s-some."

Charlie took me down off of his horse and sat me on the hot desert sand and then handed me a canteen filled with metallic tasting water. I swigged it generously.

Bending over, I hacked and coughed up all of the dust that had become lodged in my throat and chest. Sitting back on my heels, I drank in deep breaths of fresh air, waiting for my racing heart to slow.

Charlie bent down to look at me.

I could imagine what a sight I was...red rimmed and watery eyes, tear streaked and pale white face. And my hair...oh, I couldn't guess how bad my hair looked. I half smiled at him before laying down in the sand to give myself a minute to recoop. "Thirty seconds." I whispered, guessing that he was in a real rush to get going again. "Thirty seconds and I can go again."

And then he asked me a question that I would have never guessed he would willingly ask. "What is your name?"

I blinked at him in surprise. "I'm Lola. Lola Banks."

"Come on, Lola." He said, once again all business. "I won't be having my cut of this steal lowered b'cause of you. Get up."

I feebly stood up and toddled over to his horse on jittery legs and knocking knees. "Can I ride up front this time?"

"Whatever pleases you and keeps you quiet, I suppose." Charlie grumbled, pushing me into the saddle and then swinging himself up behind me. "Now, hang on this time, darlin'. I won't be stopping to catch you."

We set off again at a more moderate pace this time. It wasn't until we crossed over to the other side of the canyon and had began our descent down the other side that I realized exactly what was happening here. Down below was a stage coach stopped dead in the middle of the track. Surrounding it was a bunch of hungry looking outlaws packing guns. Somewhere off to the left of us I knew that Dan Evans and his boys were off herding their cattle.

Ben Wade and his gang were about to highjack this coach and steal Dan's cattle, which could only mean one thing. This was the beginning of Charlie in the movie. This was where my work had officially begun.


	4. Shoot the muttonhead!

Disclaimer: I do not own 3:10 to Yuma, the charming Charlie, or the bouncy Ben. I just own the lovely Lola! Thanks to all the reviewers that I've had recently...they've all been great! Thanks for taking the time to drop me a line! ;) R & R is always appreciated!

Charlie and I came flying out of the canyon at the same moment that Ben Wade had sent send an entire herd of stampeding cattle pouring out into the track around the stopped Bisbee coach.

Charlie reined in his horse and we surveyed the scene around us.

I swallowed hard, biting back the bile that rose in my throat at the sight of the high jacking. The land was littered with dead bodies, weapons, and now bawling cattle roamed about, searching for someone to lead them. I felt a sense of kinship with the poor, lost creatures. Weren't we all looking for someone to lead us? I released a shaking breath, totally aware that I didn't have the luxury of asking to be led when I had someone that was waiting for me to lead them to a better place. "What do I do?" I whispered, sliding off of Charlie's horse after him.

"Stay put and don't touch anything." Charlie sniped over his shoulder as he walked away.

"Thanks for that, but I wasn't talking to you." I muttered, picking my way gingerly through the brush. I paused when I reached the body of a man. His face was frozen in an open expression of fear with his now unseeing eyes staring blankly into the blinding sky. I bent over him, feeling sad. "I'm sorry." I said quietly, gently laying a hand over his eyes and closing them. I sat back and sighed, disappointed. This was going to be harder than I thought.

The crack of gunfire made me jump and I looked up to see Charlie re-holstering his pistol. My eyes slid to the fallen body of another Pinkerton man. "No."

I rose to my feet, all to aware that there was another man awaiting a blow from Charlie's gun. I ran after him, tripping over the debris of a broken coach wheel along the way. I felt blood running down my ankle, but I ignored it in my haste to reach Charlie. There he was, looking down at the still breathing soul. He reached for his gun. I shrieked. "NO!!" I lunged to snatch the gun from his hands, but I was too late.

A puff of smoke blinded me momentarily, and when I looked back, the man was no longer breathing. I turned to look at Charlie, smarting. I reached for his gun, this time determined to take it. "Give me that, you bad boy." I snapped, sounding very much like my mother when she was disciplining my younger brother. I pulled at the gun.

"Give me that." Charlie gritted out between his teeth, yanking back. "Don't you get started on me again, girly."

I pulled back. "It's Lola." I replied in my most threatening tone.

Charlie was about to respond when something else must have caught his eye. He paused and looked behind me, his expression a mixture of surprise and interest. "Hmm."

With a stern glance my way, he snatched his gun back out of my hands and sauntered away from me. I turned around to see exactly where he was going. I saw the retreating black boots that were attempting to hide behind the bushes. And then I heard Charlie.

"Mornin', Pinkerton."

I cringed. That wasn't a good sign.

I stalked over and stood behind him. "Don't you dare shoot that man, Charlie! I know he's a buttdart, but don't do it!" I said in his ear. It was true; if there was ever a man that I did want Charlie to shoot, it was this one.

Charlie shot me an angry "why don't you shut-up" kind of look before turning back to the grizzled man laying in the dust. "Name's Charlie Prince. I expect that you've heard of me."

I put my head in my hand and groaned. "This is going to get you nowhere." I warned.

The Pinkerton agent looked up at Charlie with an icy hot glare blazing in his eyes. "I've heard of a balled up whore named Charlie Princess. Would that be you, missy?" His voice was gritty and mean.

"Oh, fine! Shoot the muttonhead!" I remembered now why I hated this old man.

Charlie looked as though he were about to comply, but then his hand stilled on his pistol. He looked down at the agent and said casually, "I hate Pinkerton's."

I threw my hands in the air. "Typical man! When I want you to shoot him, you don't!"

Charlie swung around to look at me. "Will you shut-up, little missy?"

I folded my arms across my chest and lifted my chin a notch. "No."

"I see how it is." The agent spoke again. "You have an invisible friend. Well, that's nice, Princess."

I could see where this was going. "Don't-."

A bullet spiraled out of Charlie's gun and into the gut of the offending speaker.

"Well, that's just great." I fumed. "All of our progress...gone! Poof! Just like that."

"I thought you wanted me to shoot him!" Charlie exclaimed in reply. "Typical woman, changing your mind faster than the bed sheets."

"Oh." I huffed. "You did not just say that...you did not just insult me and call me indecisive!"

"Oh, yes, I said it! And I'll say it again if need be!" Charlie roared in return.

"Are insults the best form of verbal sparring you can come up with you Neanderthal?" I scoffed, inspecting my nails.

"I have to do something to occupy my mind while you try to make up yours! I can just be standing around here turning gray waiting on you!" Charlie snapped.

"What mind?" I spat. "It can't take that much mental capacity to shoot people and rob stage coaches."

We were circling each other. I could see Charlie hands twitching over his gun, just itching to take a shot at me.

"Why don't you then?" I challenged, bowing up to him at my full height of five feet five inches. "At least it would give you something to do, outlaw. It can't get any worse than it already is for me anyway, seeing as how I'm already dead!" I shouted, sending an accusatory glance upward.

"You're just full of excuses, ain'tcha?" Charlie growled, taking one menacing step toward me. He wrapped his hands around the collar of my shirt. "Don't tempt me."

I looked disdainfully at the dirty hands gripping my shirt. "Get your hands off of me, and quickly." I met his eyes. "Or you will suffer the repercussions."

Charlie snorted. "I'll be able to get away while you make up your teeny-weeny little female mind about what to do with me!"

I opened my mouth and then closed it again, racking my brain for a smart-alec retort when we were interrupted by the thundering voice of Ben Wade.

"CHARLIE!! CHARLIE PRINCE!!" He came riding up to his us, his face a mask of perturbation, suspicion, and anger. "I thought I told you to knock it off." He rubbed his gun suggestively.

Charlie gave me a sideways glance that was black as the ocean at night before nodding stiffly and bending down to retrieve the Pinkerton's rifle.

It was then that Ben noticed the angry looking old man laying on the ground. "Byron McElroy." He grinned. "When did your hair turn all gray, Byron?"

Byron glowered at Ben, managing to look fierce, even as he bent over the ground, clutching at his wound. "Go to hell, Ben Wade."

Charlie walked past me, snagging my arm as he went, dragging me along behind him. "I tell you what, little girly," he said lowly, "you better stop running your mouth so much. You're getting me in trouble."

"You're getting yourself in trouble, Charlie." I replied. "You don't need any help from me in that area."

"Sit here." Charlie pushed me down on a crusty looking old rock that looked like it had been there since the crossing of the Red Sea. "Don't move. You might get yourself blown up." He nodded pointedly at the coach. "Cover your ears."

I did so just the words, "She's lit!" were uttered.

I hunkered down just as a boom shook the ground and the front of the coach blasted to bits, showering debris all around. I cracked an eye and then glanced at Charlie. "Can I get up now."

"Don't talk to me!" He muttered.

"I'll take that as a yes." I stood up and was about to take a step just when Charlie put a hand to my shoulder and shoved me back down. "Sit." He commanded.

"Fine." I pouted.

I looked up at the blueness of the sky and sighed. "This would be so much easier if everyone could see me, you know." I suggested. "Charlie might like me better if I wasn't all the time getting him in trouble with his boss."

Or you could just stop arguing with him, a nagging little voice remarked.

"I don't particularly like that idea." I replied. So what if I was talking to myself? Time was passed for sane reasoning. I was here, wasn't I?

I decided to watch as Tommy Darden came scrambling out of the coach with a safe box bearing the title of Southern Pacific Railroad clutched in his hands. He threw it in the ground and shot the lock off while grinning at Ben.

"You poor soul." I murmured. "If only you knew what was coming."

Their greed astounded me as they hastily shoved the money into saddlebags as fast as they could. All of this trouble for what...more to come down the road? Maybe a little cheap fun before the law caught up to them? I couldn't understand why they did it.

All of the sudden a man came flying out of the coach and jerked Tommy off of the ground, holding a gun to his head. "You men put down the money, or this man dies!" His eyes were wild and rolling, whether from fear or true insanity, or maybe both, I couldn't tell.

"Not a smart move, friend." Tommy said confidently.

"Put your guns away." Ben said quietly to his men, all the while lowering his hand to his own weapon.

I jumped up and ran to Charlie. "Can't you do something to stop him?" The words had barely left my breath when Ben took his shot, killing both men without even a blink of conscious.

"Oh, God." I gasped. It was one thing to see on a movie screen. It was something completely different to see happen right in front of your face. I grasped at Charlie's arm, feeling light headed. "I need to sit down."

"I told you to stay put." Charlie crowed in my ear.

"Typical man. You have to be right about everything." I said dryly.

"It's different since I am right about everything." Charlie chuckled. "You'll figure that out eventually."

"Hush, daffy." I said shortly.

Charlie just grinned.

A crackling above us stole both Charlie and Ben's attentions. I looked upward with them and cringed. I had forgotten about Dan and his boys, up there looking down at us. "Snap."

Ben whistled and his horse came running. He mounted and waited for Charlie to do the same.

"I'm coming with you!" I demanded defiantly, waiting to see if he would take the time to argue with me and irritate Ben further or if he would just give in. But then he did something else, an option that I hadn't considered. With a barely a glance in my direction he simply galloped away, following Ben.

"Well," I sniffed, "that was just rude."


	5. Oh snap!

Disclaimer: I do not own 3:10 to Yuma or anyone related to it. So is my unfortunate lot in life...basically, I just own me, myself, and I! R & R, if you would like. :D

I crossed my arms across my chest and watched Charlie leave, tapping my foot impatiently. Now what exactly was I supposed to do? Stick around here with a bunch of cruddy no-goods that couldn't see me and were too busy rifling over the dead bodies for more loot to even care if they could have seen me. I'm not staying here waiting on you, Prince, I thought. I frowned and then with a determined step, I took off after Ben and Charlie. Campos was trailing after them.

I straggled up the hill after them. "Curse this stinking heat." I muttered under my breath. When I was halfway up and I knew that Charlie could hear me, I called to him. "Charlieeeeee!!"

I could see him stiffen at the mere sound of my voice. I could imagine the pained expression on his face at that very moment. He barely glanced at me over his shoulder, looking only long enough to stop me in my tracks with a blackened glare. I made a sad face in return and then pulled myself the rest of the way up with the help of a few obliging bits of debris that jutted out of the ground at just the right height for me to latch on to them and pull myself up.

"It," I began breathlessly, ambling up behind Charlie's horse, "was so not nice of you to leave all the way down there," I pointed below us at the crash sight, "and make me walk all the way up here with no help."

"That was the whole point, girly." Charlie muttered.

"What?" I cupped my ear. "I'm sorry, I can't hear you." So what if I was knowingly tormenting him and maybe, a little bit, trying to get him in trouble with Ben? He was being mean to me. And that wasn't nice!

Charlie's lips flattened into a firm, thin line. "Leave me alone." He whispered fiercely, turning his attention back to Ben's discussion with Dan.

I noticed Dan for the first time then. I felt my jaw slacken...he was just...wow. I leaned casually against the rump of Charlie's horse and just started at him. I ignored the fact that this had absolutely nothing to do with my mission. After all that I had been through, I deserved a little break every now and then, right? And if said break involved a scruffy looking Christian Bale, then all the better. For a moment, I forgot all about Charlie, and all about my terrible predicament. "Isn't he beautiful?" I murmured, practically drooling all over Charlie's saddle blanket. It was so sad that he could not see me. Or maybe it was better, considering that I was a mess.

Charlie glanced down at me, almost looking as though he had taken offense at my fan-girl remark. "He's a rancher."

Not taking my eyes off of Dan, I said, "And you're an outlaw. Your point is?"

"He ain't got nothing." Charlie argued.

I glanced at him impatiently. "Neither do you, if you really think about it. Why are you even trying to argue about this? Just let me have my moment." I turned my eyes back to Dan.

"Don't forget who you're here for." Charlie muttered.

"You don't want me here, remember?" I retorted. I looked at him slyly. "You wouldn't happen to jealous now would you?" I waggled my brows, amused by own ridiculous idea.

Charlie snorted and then nudged his horse forward a little more, unceremoniously forcing me off of his gelding's hindquarters. Apparently, he couldn't wait to get involved with the conversation that Ben was having with Dan now. He jumped in, raking Dan with a warning. "Careful, rancher. That's Ben Wade your talking to."

Dan shifted in his saddle, looking unfazed by this announcement. "I need 'em back. They're all I got."

I could only assume that he was referring to the roaming cattle below us.

Ben almost imperceptibly shook his head. "I don't need your cattle." He eyed up Dan's horse, and then those of William and Mark. "But I will be needing them horses."

"So you don't go doing anything...foolish." I quoted along with Charlie.

He glanced down at me, looking momentarily confused. I shrugged and smirked back at him. "I guess it comes with the death thing."

He gave me a strange look before glancing pointedly at his brother in arms. "Campos." He motioned towards Dan and his kids. Campos directly went and relieved all three of them of their horses. I thought of asking if I could ride one, but that probably wouldn't have gone over very well. I could see Ben shooting Charlie in the heart now for asking if his invisible friend could ride one of the borrowed horses. I snickered under my breath. Wouldn't it just be funny to try...

"I don't think that's a really good idea." I said thoughtfully, wrapping my hand around the crook of Charlie's elbow and awkwardly hauling myself into the saddle. I cocked my leg over and landed in an over-kilter heap behind him. I sidled into position and then wrapped my arms around Charlie and leaned forward, trying to get a better look at him. "And here we are again. You won't let me fall again, will you?" I purred, stopping just short of batting my lashes.

Charlie flexed his jaw, the muscles of his face tightening. "No. I would push you." With that, he spurred his horse without further notice and we took off with a jerk. The horse loped awkwardly back down to meet with the others, struggling under the burden of my extra 120 pounds of mass.

I glanced behind me and saw the fading figures of Dan, William, and Mark Evans watching us depart. I don't know why I did it; they couldn't see me. But I waved anyway. I'll see you later, I thought sadly, wishing that Dan wouldn't be escorting Ben to Contention. He was far too good of a man to die that way. I supposed that it was all of that goodness that doomed him to die that way. I stonily eyed up the back of Charlie's head, suddenly wanting to smack him. Dan would die, but that was only if I didn't do my job properly.

I sat up a little straighter. There was no time to dally about now. Pretty soon Ben would find himself in Bisbee, and so would Charlie and I. Which meant, if my memory of the film served me correctly, the three day journey to Contention was only a matter of hours away. I had to get down to business, and I had to get down to it fast.

"Charlie," I began in a conversational tone, "what is your greatest fear?"

"I don't fear nothing." Charlie snapped back, shaking his head like it was dumb of me to ask.

"You're lying, Charlie." I replied. "Because everybody fears something. Poverty, taxes, loss, pain, heights, bridges, balloons, Ben Wade." I ticked them off my fingers one by one. "Death."

Charlie seemed discomfited.

"Are you afraid of dying, Charlie?" I asked quietly.

"No." He sounded doubtful, clearing his throat and tugging at his collar as though the hands of death were already pulling at him.

"It's okay, if you are." I said quietly. "I get afraid of it, too, sometimes." And yet here I was, practically dead as a doornail, and I was as calm as I could be under the present state of circumstances.

"Well, I'm not afraid." Charlie sniped. "So stop trying to coddle me."

"Communication, Charlie." I tried to remind him. "We won't get anywhere if you don't communicate with me."

He ignored me as we met back up with the rest of the outfit, now all mounted on their own horses with their saddlebags stuffed with loot. I felt sad for them. I pitied them. All of their efforts would get them nowhere in the end.

Looking down I saw the corpse of Tommy Darden. His lips were parted, eyes wide with shock. He was covered in his own blood, his throat torn open by a single callous bullet, his life stripped away. It struck me then how young he was, barely more than a boy. Some things in life I just would never understand.

"Come on, let's move on out of here." I heard Ben call from atop his black stud before he spurred his horse ahead, leading his pack of greedy followers.

"Why do you follow him, Charlie?" I murmured in his ear. "Why do you look up to such a violent man?" I was beginning to reconsider my earlier estimation of Ben Wade really being a good guy down deep. All I could figure was that all of that goodness must be buried REAL deep for him to lead these men and do all of the things he had done, in just the short amount of time that I had been riding with him.

"He saved me. Just like he saved all of us." Charlie replied. "Plus, we're all as bad as he is, don't you forget."

"No matter how hard you try to convince me, Charlie, you can't make me believe that you are any worse than the devil. Quite frankly, I don't think that you're even on the same playing field." I shrugged my shoulders. "Call me blonde, but I don't see why you would want to be bad if you had the choice to be good. But I don't think that you have always been this way, acting as though you were a rotten old mealy, worm-eaten apple."

"Tell me exactly why it matters to you, and why in the hell I should care what you think." Charlie challenged.

"I care because you're my responsibility now, and because not caring enough could cost me my life. And you, sir, ought to give caring a chance because you seem to be a bit of an emotional midget if you ask me." I stared up at the sky thoughtfully. "Perhaps you had a traumatic childhood to cause you to become so stunted emotionally. Am I close?" I smiled with all of my teeth.

"You're about to be very close to the ground if you don't knock it off." Charlie warned, gritting his teeth.

"No need to be so edgy, babe. I was only asking a few simple questions to begin my analysis of your psyche. You seem to be very complex." I giggled.

"Do you always talk this much nonsense?" Charlie asked, sounding annoyed.

"I think." I tapped my fingers against his shoulders. "Do you always sound so crabby when you talk?"

Charlie jerked back on the reins. "All right, girly, meet desert dust." He was preparing to deliver me to the very uninviting looking ground when we were interrupted by Ben again. Forever more, as repulsive as I was beginning to find him, he was always saving me from harm by Charlie.

"Is there a reason that you're stopping in the middle of the road glaring at your horses ass under the noonday sun, or did you just think it might be something fun to try?" Ben looked hotter than a lobster at a seafood festival.

I looked innocently at Charlie. "You really should learn to control your temper more."

Charlie did something that I never would have expected him to do just then. He ignored Ben. "Why don't you just ask...whoever it was...that cursed me with you to make you visible already, damn it? I'm sick of you getting me in trouble."

"I've already asked them dozens of times (okay, so maybe it wasn't dozens, but he didn't have to know that), and they haven't granted said request." I pushed at his hands. "Let go of me!"

"As you wish."

I looked sharply at Charlie. The voice had sounded very unlike his, it's timbre being much deeper.

"WHO IN THE HELL," cut in Ben, "IS THAT?!"

I gulped. "Oh, snap." He was definitely looking at me now, and he definitely knew I was there.


	6. Explanations and Hankies

Disclaimer: I don't own 3:10 to Yuma, or any of its counterparts. Just me, myself, and I...and dear Lola, of course. Sorry for the long wait between updates. ;)

I suddenly had the distinct notion of wanting to disappear again.

Inching around to risk a glance at a glowering Ben Wade, I instantly regretted my action. Boy, did he ever look grumpy and mean.

He pointed at me. "Who in the hell is that?" He repeated.

I giggled stupidly and waved limply. Was there any point in even attempting to lie to this man? I thought not, so I tried the truth and tried to muster up all the self-importance I could while I was at it. "I'm Lola. Lola Banks." This time there was no crack at sounding like James Bond. This was serious business here. I had a gut feeling that any second I could be staring the cold eye of a Colt .45 pistol about to meet the even colder hands of death.

"Really." Ben sounded cranky and unimpressed. Or was it suspicious and unbelieving?

I nodded dumbly. If he wasn't going to believe me, there was no way I was going to change his mind.

"THIS is the one that I was telling you about before, Boss." Charlie said triumphantly, poking me in the side to add emphasis to each word.

I smacked his fingers. "You do that to me one more time, and I'll break 'em off." I threatened through clenched teeth.

Charlie chuckled. Poke, poke.

I narrowed my eyes and bent back his fingers. "Quit."

Poke, poke. Poke.

"Stop it, ya jackass." I pinched the skin on his arm and twisted.

Charlie yelped and his butt leapt out of the saddle. "She-cat!" He hissed.

"Nooo, I prefer to think of myself as a graceful unicorn!" I replied dreamily. "Do you like unicorns?"

I was debating whether or not Charlie would haul off and hit me or just plain dump me off his horse and ride for town after I asked him this when Ben roared into the conversation. I was beginning to realize that he had a bad habit of interrupting us.

"PRINCE!!" He thundered. His fiery eyes turned on me. "Banks." He growled out my name like it was an insect. A small, irritating little pest.

I stiffened. Nothing good could come of this.

Ben rode over to us, and with an angry jab in my direction, he said, "I want you to tell me exactly how and why you got here-"

I laughed nervously. "Well, you see, that might be a little bit-"

"I don't care." Ben snapped. He angled his horse in close to Charlie. "And I want you to tell me why exactly it is that you are slowing down this operation and putting us all in jeopardy, and why," he continued ominously, "I shouldn't just kill you now."

I gulped. "That's not a very promising alternative, Charlie. Why don't you, um, just go ahead and tell the man." I coughed, my throat beginning to feel very close.

"No, no." Ben shook his head. "You go first." He clarified.

"M-m-me? You want me to go f-f-f-first?" I stuttered.

Ben crossed his arms over his broad chest and stared at me with his firecracker eyes and cocked his brow. "Isn't that what I s-s-said?" I had the feeling that he was mocking me.

Gathering together what was left of my already shattered dignity, I cleared my throat and launched into what was a disjointed load of bull pucky at best. "It all started as a random little jaunt through time, or so I thought." I sighed. "But how quickly things changed! You see, you...you don't really exist at all. You just think that you exist." I nodded sagely. "Yep, you're all in a MOVIE right now, and somehow in all this screwed up mess with my big mouth running away with me as usual, I ended up HERE." I shrugged. "But that's not the half of it!"

"What do you mean I don't exist? Do you see me in front of you right now?" Ben demanded darkly, bowing up in the saddle.

Charlie frowned as though he was concentrating. "What's a movie?"

I shook my head. "Tsk, tsk, boys. There will be no interruptions, please. You can kill me after I'm done but not before." I looked back and forth between them. "Great! Anyway, I decided that I could help reform good ol' Charlie over here," I elbowed him playfully in the ribs, "and then the Powers That Be--really cranky fools, they are--decided to grant me this 'wish' if you will, and I landed in this hell called Arizona to change Charlie's ways, lest I die. And you weren't supposed to see me, Ben." He started at my familiar use of his Christian name. "Originally I was invisible. Ah, the good old days!" I leaned against Charlie. "Oh, I wish I was in the land of cotton!"

It was then I realized that I had done it; I had succeeded in confusing Ben Wade. Now, it wasn't just him, but the entire outfit that were gathered around looking at me like I had just made the first landing from Mars. But then again, maybe I had.

Then as though he were coming out of a trance, Ben shook his head and barked a stern order to move out. "We've wasted enough time." He looked me up and down. "It's your lucky day. Normally, I would just kill you, but today I don't have time." With these parting words, he spurred his horse ahead.

Charlie was quick to follow, an expression of bewilderment on his face. "What's a movie?" He asked again.

"It's like...a moving picture." I explained. "Like a play, or even a book. Definitely like a book. It has a beginning, and a middle, and an ending. The ending is always the most important part."

He nodded slowly. "And I'm supposed to be in one of these things?"

"Yes." I replied. "Your...character is played by an actor. Someone named Ben Foster. Even your boss is just a character."

A morbid, gloomy kind of silence seemed to descend over Charlie, and I wondered if telling him that the great Ben Wade wasn't real at all had been too much. And then he asked me, "Who play's Ben?"

I cracked a grin. "Russell Crowe." I almost added 'I am Maximus', but I thought that would be going too far. I would only confuse him further.

For a brief moment I wondered if this conversation meant that we might be getting closer to becoming friends. Then Charlie suddenly shook his head. "You know something, girly? I don't believe you. I just think you're trying to hold me up." He dug his heels into the sides of his horse and we galloped through the hills to the outskirts of Bisbee.

I sighed sadly as we rode through the dusty little heap of impoverished looking buildings. "I had so hoped that we would become friends, Charlie, and that I would be able to lead you down the path to goodness as your trusted compatriot. Alas! It seems that you would not have it be that way. I am afraid that I shall have to force you." I warned. "And your first act of kindness will be to pick up my handkerchief." I fished out an old tissue and tossed it on the ground. "Be a gentleman and get that for me, sir." I did my best Southern belle impersonation.

He laughed. He LAUGHED! (Errrrr, that man was infuriating at times!) "I'd like to see you force me to do anything, little girl."

"Just watch me, Prince." I vowed, punching him sternly in the side and kicking his boots out of the stirrups. With a gentle shove on my part, he landed face first in the middle of the dusty street. And everyone noticed! "Now, get my hankie!"

"You...you will pay for that." Charlie muttered, his voice taught with anger as he slowly pulled himself off of the ground. He shook his hat venomously to get the first layer of dust off.

"You have to catch me first!" I replied primly, sliding forward into his saddle and stretching my toes into the stirrups that were a little too long. "Tally ho!" I slapped his horse on the bum and we went trotting off up the street at a bumpy and uneven pace. I bounced roughly in the saddle, and I knew that I must have looked ridiculous in my sweat pants and T-shirt, but I didn't care. "This is the most fun I've had here, horsey." I stroked the arched neck of the sweaty animal. I reined him in to a stop and was trying to figure out how to get myself off of him when a hand grabbed me from behind and tossed me onto my bum.

I looked up and smiled pleasantly. "Ben! Charlie! Fancy meeting you here."

Without answering me they both bent down and simultaneously grabbed a hold of both of my arms and began hauling me up off the ground and then dragged me across the street.

"Heeeey!" I whined. "Let go of me! Owww, you're hurting my arm, you great lummox." I tried digging in my heels to halt their forward progress, but the streets were too hot against my bare feet. "Ah, hot! Smarts!"

"Not as much as this." Charlie smirked. In a single swoop, he and Ben pitched me headlong into the water trough.

My head bobbed out of the water in a matter of a few seconds and I came up sputtering a making half exclamations. I so wanted to say something smart and witty, but I had no idea what that was.

"Here. You might could use this to dry yourself off." Charlie dropped the tissue into the water next to me. He winked and then walked away, leaving me to pull myself out, slipping and sliding along the slimy bottom as I did.

I stood there, dripping wet and glaring at the swinging saloon doors that he had just passed through. "Now, Mr. Prince, you have gone and made me very, very mad." I started across that street to go in after him. "I do hope you're hiding in there because ready or not! Here I come."


End file.
